A Business By Any Other Name . . .
Effective December 1, 2017, new rules apply for businesses and individuals seeking to adopt assumed names.
While individuals and entities were previously required to file Certificates of Assumed Name
in every county in which they planned to conduct business, North
Carolina has implemented a more streamlined process by which those
individuals and entities give notice to the public that they are
operating under an assumed name
Businesses and individuals have long been able to adopt assumed
business names in North Carolina. In this way, an individual can
use a more business-like and context-sensitive name. For example,
John A. Erwin recently filed the assumed business name of “Lean
Leadership Coaching.” Also, business entities can conduct business
under names that are easier to use, remember, or market. An example in
this category is the adoption of “FTE Title” by FundaTerra Title &
In the past, to operate under an assumed name, individuals or businesses were required to file Certificates of Assumed Name
in the Office of the Register of Deeds for each and every county in
which they were doing business. These filings ‒ which allow
members of the public to determine the true identity of any business
owner operating under an assumed name ‒ were mandatory before conducting
business under an assumed name.
The core requirement of filing an Assumed Business Name Certificate
in the Office of the Register of Deeds remains mandatory. Now,
however, a business owner must file only in one county even when doing
business in multiple counties. Within 30 days of that filing, it
is then incumbent upon the Register of Deeds both to send a scanned
image of the certificate to the Secretary of State, and to enter the
following information into a new, searchable database that the Secretary
of State is obliged to develop and maintain for the benefit of the
public: (1) the assumed business name, (2) the real name of each
person engaging in business under the assumed name, and (3) the county
in which the certificate was filed. Click here
to access the database. The Secretary of State will assign an
identification number to each assumed business name that must be
referenced in later amendments or withdrawals of assumed business names.
The Assumed Business Name Certificate to be filed with the Register of Deeds must include the following:
(1) The name of the assumed business.
(2) A real name of the person*
engaging in business under the assumed business name. If the business
is a partnership other than a limited liability partnership or limited
partnership, the assumed business name certificate must include the name
of each general partner (up to a maximum of five general partners in
the case of a business with many partners).
(3) The nature of the business.
(4) The street address of the principal place of business.
(5) Each county where the person uses or will be using the assumed business name to engage in business.
Forms for filing an assumed name are available from the Economic Development Partnership of North Carolina.
In conclusion, I offer a few cautionary notes. First,
filing an assumed business name certificate does not automatically give
any exclusive rights to the use of an assumed business name in North
Carolina. Businesses should still undertake necessary steps to
trademark or copyright their business names if they desire to protect
them fully and assert ownership of the name. Second, all assumed
name certificates filed before December 1, 2017, will expire on December
1, 2022. To continue to do business under an assumed name after
the expiration date, businesses will have to file new Certificates in the correct form under the new statute.
definition of “Person” includes an individual, partnership, limited
partnership, limited liability partnership, limited liability company,
corporation, association, society, organization, joint venture, business
trust, trust, governmental entity, or any other legal or commercial
entity. NC Gen. Stat. § 66-71.3(2).
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